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Commvault (CVLT) CFO reports stock sales and PSU-based share awards

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

COMMVAULT SYSTEMS INC Chief Financial Officer Gary Merrill reported a mix of stock grants and sales. On May 21, 2026, he acquired 5,647 and 2,952 shares of common stock at $0.00 per share as grants tied to the company’s total shareholder return versus the Russell 3000 index under prior performance stock unit awards. He then completed open-market sales of 3,777 shares on May 22, 2026 at $107.391 per share and 4,554 shares on May 26, 2026 at $106.70 per share. A footnote states that one sale was effected under an existing Rule 10b5-1 trading plan. After these transactions, Merrill directly holds 72,775 shares of Commvault common stock.

Positive

  • None.

Negative

  • None.
Insider Merrill Gary
Role Chief Financial Officer
Sold 8,331 shs ($892K)
Type Security Shares Price Value
Sale Common Stock 4,554 $106.70 $486K
Sale Common Stock 3,777 $107.391 $406K
Grant/Award Common Stock 5,647 $0.00 --
Grant/Award Common Stock 2,952 $0.00 --
Holdings After Transaction: Common Stock — 72,775 shares (Direct, null)
Footnotes (1)
  1. Represents shares issued in connection with the Company's total shareholder return satisfying specified benchmarks relative to the Russell 3000 index pursuant to the terms of a performance stock unit ("PSU") award granted on May 15, 2023. Represents shares issued in connection with the Company's total shareholder return satisfying specified benchmarks relative to the Russell 3000 index pursuant to the terms of a PSU award granted on May 15, 2024. Represents shares automatically sold solely to satisfy tax withholding obligations of reporting person on vesting of performance stock. Proceeds from the sale were submitted to the Internal Revenue Service. The sale reported in this Form 4 was effected pursuant to an existing Rule 10b5-1 trading plan adopted by the Reporting Person on June 13, 2025.
Shares sold May 26, 2026 4,554 shares at $106.70/share Open-market sale of Commvault common stock
Shares sold May 22, 2026 3,777 shares at $107.391/share Open-market sale of Commvault common stock
PSU-related grant 1 5,647 shares at $0.00/share Common stock issued under 2024 PSU award terms
PSU-related grant 2 2,952 shares at $0.00/share Common stock issued under 2023 PSU award terms
Direct holdings after transactions 72,775 shares Commvault common stock held directly after May 2026 activity
Net shares sold 8,331 shares Net sell direction across reported transactions
performance stock unit ("PSU") award financial
"pursuant to the terms of a performance stock unit ("PSU") award granted on May 15, 2023"
total shareholder return financial
"Represents shares issued in connection with the Company's total shareholder return satisfying specified benchmarks"
Total shareholder return is the overall gain an investor gets from owning a stock, combining changes in the share price plus any cash payouts like dividends, and assuming those payouts are reinvested in more shares. Investors use it like a single score that shows the true return on their investment—similar to checking both the growth of a savings account and the interest earned—to compare how well different companies or investments perform over time.
Russell 3000 index financial
"satisfying specified benchmarks relative to the Russell 3000 index pursuant to the terms of a PSU award"
A broad stock market index that tracks the performance of the roughly 3,000 largest publicly traded U.S. companies by total market value, representing almost the entire U.S. equity market. Investors use it like a big basket or thermometer: it provides a simple snapshot of overall U.S. stock market health, serves as a benchmark for funds and portfolios, and helps measure diversification, risk and returns over time.
Rule 10b5-1 trading plan regulatory
"The sale reported in this Form 4 was effected pursuant to an existing Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Merrill Gary
(Last)(First)(Middle)
1 COMMVAULT WAY
(Street)
TINTON FALLS NEW JERSEY 07724
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
COMMVAULT SYSTEMS INC [ CVLT ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/21/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock(1)05/21/2026A5,647A$078,154D
Common Stock(2)05/21/2026A2,952A$081,106D
Common Stock(3)05/22/2026S3,777D$107.39177,329D
Common Stock(4)05/26/2026S4,554D$106.772,775D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents shares issued in connection with the Company's total shareholder return satisfying specified benchmarks relative to the Russell 3000 index pursuant to the terms of a performance stock unit ("PSU") award granted on May 15, 2023.
2. Represents shares issued in connection with the Company's total shareholder return satisfying specified benchmarks relative to the Russell 3000 index pursuant to the terms of a PSU award granted on May 15, 2024.
3. Represents shares automatically sold solely to satisfy tax withholding obligations of reporting person on vesting of performance stock. Proceeds from the sale were submitted to the Internal Revenue Service.
4. The sale reported in this Form 4 was effected pursuant to an existing Rule 10b5-1 trading plan adopted by the Reporting Person on June 13, 2025.
Remarks:
/s/ Danielle Abrahamsen, Attorney-in-Fact05/26/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did CVLT CFO Gary Merrill report in this Form 4?

Gary Merrill reported both stock grants and sales. He received two share grants on May 21, 2026 and executed two open-market sales on May 22 and May 26, 2026, all in Commvault common stock.

How many Commvault (CVLT) shares did the CFO sell and at what prices?

Gary Merrill sold 3,777 shares at $107.391 per share and 4,554 shares at $106.70 per share. These open-market transactions reduced his direct Commvault common stock holdings but left a substantial remaining position.

What stock awards did the CVLT CFO receive in the reported period?

On May 21, 2026, Merrill received grants of 5,647 and 2,952 Commvault common shares at $0.00 per share. Footnotes explain these issuances relate to performance stock unit awards tied to total shareholder return versus the Russell 3000 index.

Were Gary Merrill’s Commvault (CVLT) stock sales pre-planned?

A footnote states that one reported sale was effected under an existing Rule 10b5-1 trading plan adopted by Merrill on June 13, 2025. Such plans are pre-arranged trading programs designed to execute transactions automatically over time.

How many Commvault (CVLT) shares does the CFO hold after these transactions?

Following the reported grants and sales, Gary Merrill directly holds 72,775 shares of Commvault common stock. This figure reflects his position after all transactions listed in the Form 4 for May 21 through May 26, 2026.